Indicate by check mark whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [x] No [ ]

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes [x] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerate filer, or a small reporting company as defined by Rule 12b-2 of the Exchange Act):

Large accelerated filer [ ]

Non-accelerated filer [ ]

Accelerated filer [ ]

Smaller reporting company [x]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [x]

The number of outstanding shares of the registrant's common stock, January 18, 2013: Common Stock - 8,247,508

EXPLANATORY NOTE

This amendment to Form 10-Q is being filed solely to correct the number of shares outstanding as of January 18, 2013.

No other changes have been made to the 10-Q, and this Amendment has not been updated to reflect events occurring subsequent to the filing of the 10-Q.

The accompanying notes are an integral part of the consolidated financial statements.

4

RAINBOW INTERNATIONAL CORP.

(A Development Stage Company)

Consolidated Statements of Operations

Cumulative,

Inception,

Three Months

Three Months

Six Months

Six Months

April 22,

Ended

Ended

Ended

Ended

2011 Through

November 30,

November 30,

November 30,

November 30,

November 30,

2012

2011

2012

2011

2012

Sales

$ -

$ -

$ -

$ -

$ -

Cost of Sales

-

-

-

-

-

Gross Profit

-

-

-

-

-

General and administrative expenses:

Exploration costs

255,034

378,567

378,567

Legal and professional fees

54,106

107,972

152,269

Office costs

4,076

53,823

53,823

Contract labor

77,560

121,383

121,383

Depreciation

27,908

27,908

27,908

Rent

4,493

4,493

4,493

Travel

19,939

19,939

19,939

Other general and administrative

9,387

812

11,687

3,350

14,226

Total operating expenses

452,503

812

725,772

3,350

772,608

(Loss) from operations

(452,503)

(812)

(725,772)

(3,350)

(772,608)

Other income (expense):

Interest Income

-

Interest (expense)

(Loss) before taxes

(452,503)

(812)

(725,772)

(3,350)

(772,608)

Provision (credit) for taxes on income

-

-

-

-

Net (loss)

$ (452,503)

$ (812)

$(725,772)

$ (3,350)

$(772,608)

Basic earnings (loss) per common share

$ (0.08)

$ (0.00)

$ (0.13)

$ (0.00)

Weighted average number of shares outstanding

5,747,508

3,228,516

5,747,508

3,113,634

The accompanying notes are an integral part of the consolidated financial statements.

5

RAINBOW INTERNTIONAL CORP.

(A Development Stage Company)

Consolidated Statements of Cash Flows

Cumulative,

Inception,

Six Months

Six Months

April 22,

Ended

Ended

2011 Through

November 30,

November 30,

November 30,

2012

2011

2012

Cash flows from operating activities:

Net (loss)

$(725,772)

$(3,350)

$(772,608)

Adjustments to reconcile net (loss) to cash

provided (used) by developmental stage activities:

Depreciation

27,908

27,908

Rounding

1

1

Change in current assets and liabilities:

Inventory

Other assets

(1,651)

(6,651)

Accounts payable and accrued expenses

23,174

(4,781)

23,174

Net cash flows from operating activities

(676,340)

(8,131)

(728,176)

Cash flows from investing activities:

Purchase of fixed assets

(290,780)

(290,780)

Net cash flows from investing activities

(290,780)

-

(290,780)

Cash flows from financing activities:

Proceeds from sale of common stock

21,600

24,600

Stock subscription

377,114

641,982

Advances/(payments) from shareholder

351,020

356,580

Net cash flows from financing activities

728,134

21,600

1,023,162

Net cash flows

(238,986)

13,469

4,206

Cash and equivalents, beginning of period

243,192

3,100

-

Cash and equivalents, end of period

$ 4,206

$ 16,569

$ 4,206

Supplemental cash flow disclosures:

Cash paid for interest

$ -

$ -

$ -

Cash paid for income taxes

$ -

$ -

$ -

The accompanying notes are an integral part of the consolidated financial statements.

6

RAINBOW INTERNATIONAL CORP.

(An exploration stage company)

Notes to Financial Statements

November 30, 2012

Note 1 - Organization and summary of significant accounting policies:

Following is a summary of the Companys organization and significant accounting policies:

Organization and nature of business Rainbow International Corp., (We, or the Company) is a Nevada corporation incorporated on April 22, 2011. The Company was primarily engaged in the distribution of Bohemian Crystal produced in the Czech Republic. Since the reorganization of the Company, they have changed their primary purpose. The Company is now primarily engaged in the acquisition and exploration of mining properties.

The Company has been in the exploration stage since the reorganization and has not yet realized any revenues from its planned operations. Upon the location of commercially mineable reserves, the Company plans to prepare for mineral extraction and enter the development stage.

Basis of presentation  Our accounting and reporting policies conform to U.S. generally accepted accounting principles applicable to exploration stage enterprises. Changes in classification of 2011 amounts have been made to conform to current presentations.

Use of estimates -The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Cash and cash equivalents -For purposes of the statement of cash flows, we consider all cash in banks, money market funds, and certificates of deposit with a maturity of less than three months to be cash equivalents.

Property and Equipment  The Company values its investment in property and equipment at cost less accumulated depreciation. Depreciation is computed primarily by the straight line method over the estimated useful lives of the assets ranging from three to five years.

7

Mineral Property Acquisition and Exploration Costs  The company expenses all costs related to the exploration of mineral properties in which it has secured exploration rights prior to establishment of proven and probable reserves.

Fair value of financial instruments and derivative financial instruments The carrying amounts of cash, accounts payable, accrued expenses, and other current liabilities approximate fair value because of the short maturity of these items. These fair value estimates are subjective in nature and involve uncertainties and matters of significant judgment, and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect these estimates. We do not hold or issue financial instruments for trading purposes, nor do we utilize derivative instruments in the management of foreign exchange, commodity price or interest rate market risks.

Federal income taxes - Deferred income taxes are reported for timing differences between items of income or expense reported in the financial statements and those reported for income tax purposes in accordance with Accounting Standards Codification regarding Accounting for Income Taxes, which requires the use of the asset/liability method of accounting for income taxes. Deferred income taxes and tax benefits are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, and for tax loss and credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred taxes are provided for the estimated future tax effects attributable to temporary differences and carryforwards when realization is more likely than not.

Net income per share of common stock  We have adopted Accounting Standards Codification regarding Earnings per Share, which requires presentation of basic and diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the basic EPS computation to the numerator and denominator of the diluted EPS computation. In the accompanying financial statements, basic earnings per share of common stock is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period. During the periods presented all instruments convertible to common stock are anti-dilutive. We do not have a complex capital structure requiring the computation of diluted earnings per share. Additionally, since the Company has a loss fully dilutive reporting of share is not required.

Note 2 - Uncertainty, going concern:

At November 30, 2012, we were engaged in a business and had suffered losses from exploration stage activities to date. In addition, we have minimal operating funds. Although management is currently attempting to identify business opportunities and is seeking additional sources of equity or debt financing, there is no assurance these

8

activities will be successful. Accordingly, we must rely on our officers to perform essential functions without compensation until a business operation can be commenced.

These factors raise doubt about the ability of the Company to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

Note 3 - Federal income tax:

We follow Accounting Standards Codification regarding Accounting for Income Taxes. Deferred income taxes reflect the net effect of (a) temporary difference between carrying amounts of assets and liabilities for financial purposes and the amounts used for income tax reporting purposes, and (b) net operating loss carryforwards. No net provision for refundable Federal income tax has been made in the accompanying statement of loss because no recoverable taxes were paid previously. Similarly, no deferred tax asset attributable to the net operating loss carryforward has been recognized, as it is not deemed likely to be realized.

The provision for refundable Federal income tax consists of the following:

2011

2012

Refundable Federal income tax attributable to:

Current operations

$(136)

$(15,788)

Less, Nondeductible expenses

-0-

-0-

-Less, Change in valuation allowance

136

15,778

Net refundable amount

-

-

The cumulative tax effect at the expected rate of 34% of significant items comprising our net deferred tax amount is as follows:

2011

2012

Deferred tax asset attributable to:

Net operating loss carryover

$ 136

$15,924

Less, Valuation allowance

( 136)

(15,924)

Net deferred tax asset

-

-

At May 31, 2012, an unused net operating loss carryover approximating $46,835 is available to offset future taxable income; it expires beginning in 2031.

Note 4  Cumulative sales of stock:

Since its inception, we have issued shares of common stock as follows:

On May 27, 2011, the Company issued 3,000,000 shares of common stock at a price of $0.001 per share for a total cash proceeds of $3,000.

9

During February 2012, the Company issued 540,000 shares of common stock at a price of $0.04 per share and received proceeds in the amount of $21,600.

On May 15, 2012, the Company issued 2,207,508 shares of common at a price $0.12 per share for $264,867 in cash. The Company has received these funds but has not issued the shares. This is recorded as a stock subscription until issued.

The Company authorized but has not issued 2,500,000 shares of stock for the purchase of Aslanay Madencilik Sanayi Ve Ticaret Limited Sirketi, (translated -Aslanay Mining Trade and Ind. Limited Co.). These shares are recorded as a stock subscription until issued. The value of these shares is the net asset value of Aslanay Mining Trade and Ind. Limited Co at July 31, 2012 in the amount of $377,115.

Note 5  Related Party Transactions:

During 2011, a Director of the Company loaned the Company an amount equal to $500. The loan carries no stated interest and due on demand.

During 2012, a Director of the Company loaned the Company an amount equal to $5,060. The loan carries no stated interest and due on demand.

On May 2012, a payment of $5,000 was applied to this account. The balance at August 31, 2012 was $560.

During the period September 1, 2012 through November 30, 2012, a Director of the Company loaned the Company $351,020. The loan carries no stated interest and is due on demand.

The balance of these related party transactions on November 30, 2012 was $356,580.

Note 6  Change in Control:

On March 26, 2012, a change of control of the registrant was made when Emine Ozer acquired 2,856,312 common shares from selling shareholders which represented 80.69% of the issued and outstanding common shares.

Subsequently, based on the issuances of these shares Mr. Aslan Ozer became the majority shareholder of the registrant, owning 57.085 of the issued and outstanding common shares,

On December 5, 2012, the Company issued the $2,500,000 worth of shares of common stock associated with the purchase of Aslanay Madencilik Sanayi Ve Ticaret Limited Sirketi, (translated -Aslanay Mining Trade and Ind. Limited Co.).

Note 10 - New accounting pronouncements:

Recent Accounting Pronouncements

In December 2010, the FASB issued updated guidance on when and how to perform certain steps of the periodic goodwill impairment test for public entities that may have reporting units with zero or negative carrying amounts. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2010, with early adoption prohibited. The adoption of this standard update did not impact the Companys consolidated financial statements.

15

In May 2011, the FASB issued guidance to amend certain measurement and disclosure requirements related to fair value measurements to improve consistency with international reporting standards. This guidance is effective prospectively for public entities for interim and annual reporting periods beginning after December 15, 2011, with early adoption by public entities prohibited. The Company is currently evaluating this guidance, but does not expect its adoption will have a material effect on its consolidated financial statements.

In June 2011, the FASB issued new guidance on the presentation of comprehensive income that will require a company to present components of net income and other comprehensive income in one continuous statement or in two separate, but consecutive statements. There are no changes to the components that are recognized in net income or other comprehensive income under current GAAP. This guidance is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2011, with early adoption permitted. The Company is currently evaluating this guidance, but does not expect its adoption will have a material effect on its consolidated financial statements.

16

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION

1. I have reviewed this quarterly report on Form 10-Q of Rainbow International, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. I am responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures, to be designed under my supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to me by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under my supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report my conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d. Disclosed in this report any change in the registrants internal control over financial reporting that occurred during the registrants most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and

5. I have disclosed, based on my most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b. any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: January 22, 2013

/s/Donald Perks

Donald Perks

Chief Executive Officer

Chief Financial Officer

EX-32
3
rainbow10q2q12ex32.htm
EXHIBIT 32
906 Certification

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned officer of Rainbow International, Corp. (the "Company"), hereby certifies, to such officer's knowledge, that the Company's Quarterly Report on Form 10-Q for the quarter ended November 30, 2012 (the "Report") fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934 and that the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.